Common use of Formation and Term Clause in Contracts

Formation and Term. (a) Pursuant to the Act, the Member hereby organizes the Company as a Delaware limited liability company, the formation of which shall be effective upon the filing of the Certificate of Formation (the "CERTIFICATE") in the Office of the Delaware Secretary of State. (b) In order to maintain the Company as a limited liability company under the laws of the State of Delaware and to qualify to do business in any state in which the Member determines to be appropriate or necessary, the Company shall from time to time take appropriate action, including the preparation and filing of such amendments to the Certificate and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) qualification to do business in any state in which the Company directly, or indirectly as a partner of a partnership, a member of a limited liability company and/or a stockholder of a corporation, owns property or conducts business, as determined by the Member in its sole and absolute discretion; (ii) a change in the Company name; (iii) a correction of a defectively or erroneously executed Certificate; (iv) a correction of false or erroneous statements in the Certificate or the desire of the Member to make a change in any statement therein in order that it shall accurately represent this Agreement; or (v) a change in the time for dissolution of the Company as stated in the Certificate and in this Agreement. (c) The term of the Company shall commence upon filing the Certificate and shall continue in full force and effect until the earliest of the following: (i) March 31, 2028; (ii) upon the happening of an event described in Section 8(a) hereof; or (iii) a dissolution pursuant to the Act.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Hardin Development Corp), Limited Liability Company Agreement (Hardin Development Corp)

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Formation and Term. (a) Pursuant to the Act, the Member hereby organizes the Company as a Delaware limited liability company, the formation of which shall be effective upon the filing of the Certificate of Formation (the "CERTIFICATE") in the Office office of the Delaware Secretary of State. (b) In order to maintain the Company as a limited liability company under the laws of the State of Delaware and to qualify to do business in any state in which the Member determines to be appropriate or necessary, the Company shall from time to time take appropriate action, including the preparation and filing of such amendments to the Certificate and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) qualification to do business in any state in which the Company directly, or indirectly as a partner of a partnership, a member of a limited liability company and/or a stockholder of a corporation, owns property or conducts business, as determined by the Member in its sole and absolute discretion; (ii) a change in the Company name; (iii) a correction of a defectively or erroneously executed Certificate; (iv) a correction of false or erroneous statements in the Certificate or the desire of the Member to make a change in any statement therein in order that it shall accurately represent this Agreement; or (v) a change in the time for dissolution of the Company as stated in the Certificate and in this Agreement. (c) The term of the Company shall commence upon filing the Certificate and shall continue in full force and effect until the earliest of the following: (i) March 31, 2028; (ii) upon the happening of an event described in Section 8(a) hereof; or (iii) a dissolution pursuant to the Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Hardin Development Corp)

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Formation and Term. (a) Pursuant to the Act, the Member hereby organizes the Company as a Delaware limited liability company, the formation of which shall be effective upon the filing of the Certificate of Formation (the "CERTIFICATE") in the Office of the Delaware Secretary of State. (b) In order to maintain the Company as a limited liability company under the laws of the State of Delaware and to qualify to do business in any state in which the Member determines to be appropriate or necessary, the Company shall from time to time take appropriate action, including the preparation and filing of such amendments to the Certificate and such other assumed name certificates, documents, instruments and publications as may be required by law, including, without limitation, action to reflect: (i) qualification to do business in any state in which the Company directly, or indirectly as a partner of a partnership, a member of a limited liability company and/or a stockholder of a corporation, owns property or conducts business, as determined by the Member in its sole and absolute discretion; (ii) a change in the Company name; (iii) a correction of a defectively or erroneously executed Certificate; (iv) a correction of false or erroneous statements in the Certificate or the desire of the Member to make a change in any statement therein in order that it shall accurately represent this Agreement; or (v) a change in the time for dissolution of the Company as stated in the Certificate and in this Agreement. (c) The term of the Company shall commence upon filing the Certificate and shall continue in full force and effect until the earliest of the following: (i) March 31, 2028; (ii) upon the happening of an event described in Section 8(a) hereof; , or (iii) a dissolution pursuant to the Act.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Hardin Development Corp)

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